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Mergers Proposed Regulation

A&O Shearman

Proposed dual consolidated loss regulations would disallow U.S. tax use of foreign losses viewed as reducing Pillar Two tax...

A&O Shearman on

On August 6, 2024, the U.S. Treasury Department (“Treasury”) issued proposed regulations under section 1503 (the “Proposed Regulations”) that address the interaction between the dual consolidated loss (“DCL”) rules and the...more

Nutter McClennen & Fish LLP

The Real Impact (Summer 2024)

Welcome to the inaugural edition of The Real Impact. In this edition, we discuss three strategic alternatives to consider for nonprofit integration and insights on the proposed regulations on donor advised funds. Guest author...more

Mintz - Securities & Capital Markets...

Proposed Treasury Regulations Provide Guidance on Stock Buyback Excise Tax for Redemptions and M&A Transactions

On April 12, 2024, the Treasury Department and Internal Revenue Service (IRS) issued proposed Treasury Regulations (REG-115710-22) providing comprehensive guidance for applying the one-percent excise tax owed on corporate...more

Skadden, Arps, Slate, Meagher & Flom LLP

UK Takeover Panel Proposes Narrowing the Scope of Companies Subject to the Takeover Code

On 24 April 2024, the UK Takeover Panel (the Panel) published Public Consultation Paper 2024/1 (the PCP), which proposes a significant change to the applicability of the UK Takeover Code (the Code), by narrowing the scope of...more

Skadden, Arps, Slate, Meagher & Flom LLP

Newly Proposed Regulations on Stock Buyback Excise Tax Largely Adopt Approach From Initial IRS Guidance

On April 12, 2024, the Treasury Department (Treasury) and Internal Revenue Service (IRS) issued proposed regulations (89 FR 25980 and 89 FR 25829) on the excise tax on stock buybacks enacted as part of the Inflation Reduction...more

Spilman Thomas & Battle, PLLC

Promissory Notes - Banking & Finance Insights: V 4, Issue 2, March 2024

Volume 4, Issue 2, 2024 Welcome! Welcome to the second issue of Promissory Notes - our banking and finance e-newsletter - for 2024. Business today is characterized by relentless change. To assist our clients in navigating...more

A&O Shearman

New Chinese merger control thresholds take effect

A&O Shearman on

On 26 January 2024, the State Administration for Market Regulation (SAMR) finally published the Regulation of the State Council on the Threshold for Notification of Concentration of Business Operators (Final Thresholds...more

Fenwick & West LLP

FTC and DOJ Publish Final Revised Merger Guidelines, Driving Increased Uncertainty for M&A Activity

Fenwick & West LLP on

On December 18, 2023, the Federal Trade Commission (FTC) and Department of Justice Antitrust Division (DOJ) (together, the “agencies”) jointly released their final revised 2023 Merger Guidelines, reflecting modest adjustments...more

Skadden, Arps, Slate, Meagher & Flom LLP

DOJ and FTC Release Final 2023 Merger Guidelines Formalizing Aggressive Merger Enforcement Playbook

On December 18, 2023, the Federal Trade Commission (FTC) and Antitrust Division of the Department of Justice (DOJ) released the final 2023 Merger Guidelines (the Guidelines). While the final version of the Guidelines reflects...more

McDermott Will & Emery

New FTC, DOJ Merger Guidelines Create Challenges and Opportunities

McDermott Will & Emery on

The US Federal Trade Commission (FTC) and US Department of Justice Antitrust Division (DOJ) issued their updated Merger Guidelines on December 18, 2023. These guidelines represent a significantly more...more

White & Case LLP

Major proposed changes to US antitrust rules present new hurdles

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Under the Biden administration, the US antitrust agencies—the Federal Trade Commission (FTC) and Department of Justice, Antitrust Division (DOJ)—have proposed widespread changes to antitrust policy, creating uncertainty for...more

Mintz - Health Care Viewpoints

California Revises Proposed Regulations for the Pre-Closing Review of Health Care Transactions: Pubic Comment Period Ends October...

California’s new Office of Health Care Affordability (OHCA) is set to begin advance regulatory review of certain health care transactions beginning January 1, 2024. As further explained in our previous post, subject to...more

Foley & Lardner LLP

California: Proposed Regulations Impacting the M&A Market in California

Foley & Lardner LLP on

Below we outline what you need to know from the recently proposed regulations if you are a health care entity evaluating a transaction in California that is expected to close on or after April 1, 2024. Since the...more

Fenwick & West LLP

ESG Reporting for Private Companies

Fenwick & West LLP on

As we have noted in our previous report, environmental, social and governance (ESG) issues have garnered significant attention from a variety of stakeholders, resulting in increased reporting by many companies. While much of...more

Proskauer - Health Care Law Brief

California Releases Proposed Regulations on Health Care Transaction Notice Requirements

On July 27, 2023, California’s Office of Health Care Access and Information (the “Office”) released its long-awaited proposed regulations on the notice requirements for material health care transactions in California. The...more

Sheppard Mullin Richter & Hampton LLP

Update from California’s Office of Health Care Affordability (OHCA): Proposed Regulations re Material Change Transactions and...

As we previewed in our blog article in March on the establishment of California’s new Office of Health Care Affordability (OHCA), OHCA has issued proposed regulations available on the OHCA website, that provide...more

Holland & Knight LLP

Revised Merger Guidelines Would Expand Reviews and Limit Combinations

Holland & Knight LLP on

The Federal Trade Commission (FTC) and U.S. Department of Justice (DOJ) on July 19, 2023, jointly announced the release of proposed Merger Guidelines that would expand significantly the number and types of transactions...more

Bradley Arant Boult Cummings LLP

FTC Announces Withdrawal of Healthcare Policy Statements

As Bradley forecasted in February, the Federal Trade Commission (FTC) recently announced the withdrawal of two healthcare antitrust policy statements: Statements of Antitrust Enforcement Policy in Health Care (1996) and...more

Sheppard Mullin Richter & Hampton LLP

California Office of Health Care Affordability: Another Regulatory Hurdle for California Healthcare M&A Transactions?

California has a new regulatory review process that could have implications for healthcare mergers and acquisitions and similar transactions in the state. By way of background, after nearly two years of negotiations with...more

White & Case LLP

Key legislation and judgments coming up in 2023

White & Case LLP on

A number of legislative changes and court judgments that will affect merger review both substantively and procedurally are expected to enter into force in 2023. In the EU, the revised Market Definition Notice is anticipated...more

White & Case LLP

U.S. Merger Filing Fees to Increase Dramatically for Large Deals

White & Case LLP on

Filing fees under the Hart-Scott-Rodino (HSR) Act have not been altered for 20 years, but that is about to change, and dramatically in 2023. President Biden is expected to sign into law the Consolidated Appropriations Act,...more

Dechert LLP

The entry into force of the Digital Markets Act kicks off new era of digital regulation in Europe

Dechert LLP on

On 12 October the Digital Markets Act (DMA)1  was published in the Official Journal of the European Union. The DMA will enter into force on 1 November 2022 and will apply as of 2 May 2023. The DMA introduces European-wide ex...more

Latham & Watkins LLP

EU Regulation on Foreign Subsidies - July 2022

Latham & Watkins LLP on

On 30 June 2022, the EU co-legislators (the European Parliament and the Council) reached an agreement on a regulation to control foreign subsidies that distort the EU internal market (Foreign Subsidies Regulation or FSR). ...more

McDermott Will & Emery

Antitrust M&A Snapshot - August 2021 Q2

APRIL – JUNE 2021: HIGHLIGHTS - UNITED STATES - - The premerger notification landscape continues to shift as filings reach another record high, and the US Congress contemplates increases to filing fees and New York...more

WilmerHale

Lock, Stock and Two Smoking Notifications: The Proposed European Regulation on Foreign Subsidies

WilmerHale on

The European Commission has published a far-reaching proposal for a regulation to tackle foreign subsidies affecting the EU internal market. This proposal appears as a game changer for foreign direct investment. If adopted,...more

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